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30 Nov 2021, 1:22 pm
With respect to the plaintiff’s breach of the duty of oversight claims under Caremark, Vice Chancellor Will specifically said that the “allegations in the complaint do not meet the high bar required to state a Caremark claim. [read post]
21 Mar 2009, 10:32 am
" Caremark, 698 A.2d at 967. [read post]
8 Dec 2021, 6:08 am
There has also been a notable increase in the number of so-called ‘Caremark’ claims against directors and officers for failing to exercise proper oversight surviving motions to dismiss. [read post]
27 Apr 2018, 6:09 am
CVS Caremark Corp., 748 F.3d 249, 262–63 (5th Cir. 2014) (citing Petrofac, Inc. v. [read post]
9 Jan 2019, 7:40 am
CVS Caremark Corp., 748 F.3d 249, 262-63 (5th Cir. 2014); Petrofac, Inc. v. [read post]
7 Feb 2023, 6:30 am
” Among others, VC Laster cited Caremark itself, the equating of officer duties with director duties in Gantler v. [read post]
7 Feb 2023, 6:30 am
” Among others, VC Laster cited Caremark itself, the equating of officer duties with director duties in Gantler v. [read post]
27 Aug 2019, 7:17 am
The landmark decision In re Caremark International Inc. [read post]
7 Jun 2019, 6:09 am
Larcker (Stanford University), and Eva Zlotnicka (ValueAct Capital), on Tuesday, June 4, 2019 Tags: Boards of Directors, Corporate Social Responsibility, ESG, Institutional Investors, Long-Term value, Risk management, Stakeholders, Sustainability Why CalPERS and Colorado PERA Moved to Intervene in the Johnson & Johnson Mandatory Arbitration Case Posted by Matthew Jacobs (CalPERS), Adam Franklin (Colorado PERA) and Megan Peitzmeier (Colorado PERA),… [read post]
6 Jul 2011, 12:49 pm
First, even though the plaintiffs had stated a viable Caremark claim against the directors, because of the business judgment rule and the exculpatory provisions in Massey's certificate of incorporation, in order to obtain a monetary judgment against the directors, they would have to prove that the directors acted with scienter — a difficult standard to meet, particularly with independent directors. [read post]
27 Aug 2019, 7:17 am
The landmark decision In re Caremark International Inc. [read post]
16 Feb 2021, 2:23 pm
In reaction to Cyan, several corporations, prior to their initial public offerings, adopted “federal forum provisions” in their certificates of incorporation that required shareholders to bring Securities Act claims exclusively in federal court. [read post]
5 Feb 2010, 10:51 am
See my article Caremark and Enterprise Risk Management. [read post]
6 Apr 2022, 1:24 pm
The Court began by quoting the seminal Delaware Court of Chancery decision in In re Caremark International Inc., 698 A.2 959 (Del. [read post]
11 Mar 2024, 12:15 am
You will not find "entire fairness", "Caremark duty" or "Revlon duty" in the Delaware General Corporation Law. [read post]
16 Mar 2020, 1:54 pm
In the following guest post, Dan Gold, Thad Behrens, Kit Adelman, and Emily Westridge Black of the Haynes and Boone, LLP law firm review the key developments during 2019 in securities litigation and enforcement, including significant securities related decisions by the Supreme Court and federal appellate courts, key developments in SEC enforcement, and significant rulings in state law fiduciary litigation against directors and officers of public companies. [read post]
9 Apr 2021, 10:01 am
Those health plans, in turn, rely on CVS Caremark, a pharmacy benefits manager, to administer their prescription-drug benefits. [read post]
28 Sep 2018, 6:15 am
Schwartz, Wachtell, Lipton, Rosen & Katz, on Monday, September 24, 2018 Tags: Board composition, Boards of Directors, California, Charter & bylaws, Diversity, Incorporations, Jurisdiction, SB 826, Securities regulation, State law My Beef with Stakeholders: Remarks at the 17th Annual SEC Conference, Center for Corporate Reporting and Governance Posted by Hester M. [read post]
28 Mar 2008, 7:25 am
Church groups submitted proposals at CVS Caremark and other health care firms that focus on corporate lobbying efforts to maintain the status quo. [read post]
7 Sep 2020, 2:06 pm
Every year after Labor Day, I take a step back and survey the most important current trends and developments in the world of Directors’ and Officers’ liability and insurance. [read post]
